UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): April 2, 2015
JPMorgan Chase & Co.
(Exact name of registrant as specified in its charter)
| Delaware | 1-5805 | 13-2624428 | ||
| (State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(I.R.S. employer identification no.) |
| 270 Park Avenue, New York, New York | 10017 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (212) 270-6000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 8.01. | Other Events |
On April 2, 2015, JPMorgan Chase & Co. (“JPMorgan Chase” or the “Firm”) announced the redemption of three series of medium-term notes which were originally issued by The Bear Stearns Companies LLC (formerly known as The Bear Stearns Companies Inc.) and for which JPMorgan Chase is the successor obligor. A copy of the notice to noteholders relating to these redemptions is attached hereto as Exhibit 99.1.
| Item 9.01. | Financial Statements and Exhibits |
| (d) | Exhibits |
| 99.1 | JPMorgan Chase & Co. Notice of Full Redemption, dated April 2, 2015 |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| JPMorgan Chase & Co. | ||
| (Registrant) | ||
| By: | /s/ Neila B. Radin | |
| Neila B. Radin | ||
| Senior Vice President | ||
Dated: April 3, 2015
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Exhibit 99.1
NOTICE OF FULL REDEMPTION
To The Holders of
JPMorgan Chase & Co.,
as Successor Obligor for
The Bear Stearns Companies LLC
(formerly known as The Bear Stearns Companies Inc.)
IncomeNotes due October 15, 2023
set forth on Schedule A hereto
NOTICE IS HEREBY GIVEN that JPMorgan Chase & Co. (the “Company”) will redeem on April 15, 2015 (the “Redemption Date”) all of the outstanding notes of each series set forth on Schedule A hereto (collectively, the “Notes”) which were originally issued by The Bear Stearns Companies LLC (formerly known as The Bear Stearns Companies Inc.) and for which the Company is the successor obligor. The Notes will be redeemed at a redemption price equal to 100% of the principal amount of the Notes, plus accrued and unpaid interest thereon (if any) to and including the Redemption Date (the “Redemption Amount”).
Payment of the Redemption Amount will be made only upon presentation and surrender of the Notes to The Bank of New York Mellon, as Paying Agent, for cancellation. Notes are to be presented at:
By Mail, Hand or Courier
The Bank of New York Mellon
101 Barclay Street – 8W
New York, New York 10286
Notes held in book-entry form shall be surrendered in accordance with applicable procedures of The Depository Trust Company.
On the Redemption Date, the Notes will become due and payable at the Redemption Amount. Unless the Company defaults in making the redemption payment, interest on the Notes shall cease to accrue on and after the Redemption Date and the only remaining right of the holders of the Notes shall be to receive payment of the Redemption Amount upon surrender of the Notes as specified herein.
JPMorgan Chase & Co.
Dated: April 2, 2015
UNDER THE INTERNAL REVENUE SERVICE BACKUP WITHHOLDING PROVISIONS, THE PAYING AGENT WILL BE REQUIRED TO WITHHOLD TWENTY-EIGHT PERCENT (28%) OF ANY GROSS PAYMENT TO A HOLDER WHO FAILS TO PROVIDE A CERTIFIED TAXPAYER IDENTIFICATION NUMBER (EMPLOYER IDENTIFICATION NUMBER OR SOCIAL SECURITY NUMBER). PLEASE COMPLETE A FORM W–9 AND SEND IT TO THE PAYING AGENT IN CONNECTION WITH THE REDEMPTION. IF YOU ARE EXEMPT FROM BACKUP WITHHOLDING UNDER SECTION 3406, PLEASE PROVIDE YOUR TAX IDENTIFICATION NUMBER TO THE PAYING AGENT.
Schedule A
| CUSIP1 |
Outstanding Aggregate Principal Amount |
Aggregate Accrued and Unpaid Interest through Redemption Date |
Aggregate Redemption Amount |
|||||||||
| 07387EBR7 |
$ | 1,224,000 | $ | 35,312.40 | $ | 1,259,312.40 | ||||||
| 07387EBV8 |
$ | 1,484,000 | $ | 42,294.00 | $ | 1,526,294.00 | ||||||
| 07387EBY2 |
$ | 1,344,000 | $ | 38,640.00 | $ | 1,382,640.00 | ||||||
| 1 | The CUSIP numbers have been assigned to these issues by the CUSIP Service Bureau of Standard and Poor’s Corporation and are included solely for the convenience of the holders of the Notes. No representation is being made as to the correctness of the CUSIP numbers either as printed on the Notes or as contained herein and the holder may rely only on the identification numbers printed on its Note. |